Last Updated: April 23, 2024
These terms of service constitute a legally binding agreement (this “Agreement”) between you (“you”, “your” or “yours”) and Teleport Client LLC (“Teleport,” “we”, “us” or “our”) with respect to your use of the Teleport application, website (available at: www.teleport.xyz), and/or technology platform (collectively, the “Teleport Platform”) and our Services (as defined below). Please read this Agreement carefully before using the Teleport Platform or our Services.
PLEASE BE ADVISED: THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS YOU AND TELEPORT HAVE AGAINST EACH OTHER CAN BE BROUGHT. THESE PROVISIONS WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST TELEPORT TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, GROUP OR REPRESENTATIVE ACTION OR PROCEEDING. YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY.
By entering into this Agreement, by accessing the Teleport Platform and/or by using our Services you expressly acknowledge that you understand this Agreement and accept all of its terms. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT ACCESS THE TELEPORT PLATFORM OR USE OUR SERVICES.
The Teleport Platform is a technology solution where persons seeking transportation to certain destinations (“Riders”) can connect with drivers (“Drivers”) offering to provide such transportation using their personal vehicles (“Transportation Services”).
Each person may create one Rider and Driver profile only, and Teleport reserves the right to shut down any additional profiles. As a Rider, you authorize Teleport to match you (and/or your guests) with a Driver based on factors such as your (and/or your guests’) location, the estimated time to pickup, destination, your preset user preferences, and Teleport Platform efficiency, and, if necessary or desirable, to cancel an existing match and rematch based on the same considerations. For purposes of this Agreement, the services provided by Teleport to Riders and/or their guests through the Teleport Platform (including facilitating Transportation Services provided by Drivers), as well as any other services provided by Teleport to Riders and/or their guests, shall be referred to collectively as the “Services.” Any decision by a Rider to accept Services is a decision made in such Rider’s sole discretion.
We shall have the right at any time and without prior notice, at our sole discretion, to revise this Agreement or to impose new terms and conditions with respect to access to or use of the Services. Such revisions and additions shall be effective immediately upon posting the revised or additional terms and conditions. You are responsible for reviewing this Agreement periodically for any modification that may affect your rights or obligations. You agree that you shall be deemed to be apprised of and bound by any modification to this Agreement. Any access of the Teleport Platform or use of our Services by you after revisions or additions to this Agreement shall constitute and be deemed to be your acceptance of such revisions or additions. Because our Services are evolving over time, we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
A “Rider Account” to utilize the Teleport Platform may only be created by individuals who can form legally binding contracts under applicable law. You must be at least eighteen (18) years of age, or the age of legal majority in your jurisdiction (if different than 18), and not otherwise barred from using the Services under applicable law, to create a Rider Account, unless a specific Service permits otherwise. By creating a Rider Account, you represent and warrant that you are at least eighteen (18) years old or the age of legal majority in your jurisdiction (if different than 18) and that you have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement. Unless your Rider Account has been temporarily or permanently deactivated, you may opt to invite guests into the Driver’s vehicle in an amount up to the lesser of the available seatbelts in the vehicle or as proscribed by Teleport upon the reservation of the Service. Except as otherwise provided herein, you may not assign or otherwise transfer your Rider Account to any other person or entity.
The Service is not available for the unaccompanied use by persons under the age of eighteen (18). Teleport shall not be required to verify the identity or age of any Rider prior to providing the Services. If you are accessing or using our Service on behalf of another person or entity, you represent that you are authorized to accept this Agreement on that person or entity’s behalf, that the person or entity agrees to be bound by this Agreement, and that you shall be jointly and severally responsible to Teleport if you or the other person or entity violates this Agreement. You hereby agree to defend, indemnify and hold harmless Teleport, as well as Teleport’s officers, directors, employees, agents, or shareholders, from and against any and all claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any misrepresentation by you of such authority or authorization, in connection with the providing of the Services to you, any passenger, and/or your guests’ use of the Teleport Platform.
Any child or minor passenger that requires the use of a booster seat or safety seat must be accompanied by a parent or legal guardian over the age of eighteen (18) years to assist the child with installing the booster or safety seat and buckling into and out of the booster seat or safety seat. Neither Teleport nor Drivers will provide booster seats or safety seats for the Rider or the Rider’s guests. Drivers will not assist in installing a booster or safety seat or buckling a minor child into a booster or safety seat at any time. You agree to comply with all applicable laws when accessing or using the Services, and you may only access or use the Services for lawful purposes.
As a Rider your request or use of Transportation Services will result in charges to you (“Charges”). Charges are payable to Teleport and include: Fares (as defined below), Damage Fees (as defined below), and other applicable fees, tolls, and/or surcharges including without limitation, a booking fee, municipal tolls, airport surcharges or processing fees for split payments (“Other Charges”). Pricing may vary based on the type of service you request. You are responsible for reviewing the estimated Fare on the Teleport Platform and you shall be responsible for all Charges incurred under your Rider Account regardless of your awareness of such Charges or the amounts thereof.
Fares.
Fees and Other Charges.
General.
By accessing the Teleport Platform, you agree to receive communications from us, including via e-mail, text message, calls, and push notifications. You agree that texts, calls or prerecorded messages may be generated by automatic telephone dialing systems. Communications from Teleport, its affiliated companies, licensees, and/or Drivers, may include but are not limited to: operational communications concerning your Rider Account or use of the Teleport Platform or our Services, updates concerning new and existing features on the Teleport Platform, communications concerning promotions run by us or our third-party partners, and news concerning Teleport and industry developments. Standard text messaging charges applied by your cell phone carrier will apply to text messages we send.
IF YOU WISH TO OPT OUT OF PROMOTIONAL EMAILS, YOU CAN UNSUBSCRIBE FROM OUR PROMOTIONAL EMAIL LIST BY FOLLOWING THE UNSUBSCRIBE OPTIONS IN THE PROMOTIONAL EMAIL ITSELF. YOU ACKNOWLEDGE THAT YOU ARE NOT REQUIRED TO CONSENT TO RECEIVE PROMOTIONAL TEXTS OR CALLS AS A CONDITION OF USING THE TELEPORT PLATFORM OR THE SERVICES. IF YOU WISH TO OPT OUT OF ALL TEXTS OR CALLS FROM TELEPORT (INCLUDING OPERATIONAL TEXTS OR CALLS), YOU CAN EMAIL hi@teleport.xyz STATING YOUR REQUEST TO UNSUBSCRIBE FROM TEXTS OR CALLS FROM TELEPORT AND INCLUDING THE TELEPHONE NUMBER TO WHICH YOU DESIRE YOUR REQUEST TO APPLY, HOWEVER YOU ACKNOWLEDGE THAT OPTING OUT OF RECEIVING ALL TEXTS MAY IMPACT YOUR USE OF THE TELEPORT PLATFORM OR THE SERVICES.
Your Information is any information you provide to us, publish or post to or through the Teleport Platform (including any profile information you provide to us) or send to other Riders (including via in-application feedback, any email feature, or through any Teleport-related Facebook, Twitter or other social media posting) (your “Information”). You consent to us using your Information to create a Rider Account that will allow you to use the Teleport Platform and participate in the Services. Our collection and use of personal information in connection with the Teleport Platform and Services is as provided in Teleport’s Privacy Policy located at https://www.teleport.xyz/privacy You are solely responsible for your Information and your interactions with other members of the public. You agree to provide and maintain accurate, current and complete information and that we and other members of the public may rely on your Information as accurate, current and complete. To enable Teleport to use your Information for the purposes described in the Privacy Policy and this Agreement, you grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sub-licensable (through multiple tiers) right and license to exercise the copyright, publicity, and database rights you have in your Information, and to use, copy, perform, display and distribute such Information to prepare derivative works, or incorporate into other works, such Information, in any media now known or not currently known. Teleport does not assert any ownership over your Information; rather, as between you and Teleport, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Information and any intellectual property rights or other proprietary rights associated with your Information.
Teleport, at its sole discretion, may make available promotions with different features to any Riders or prospective Riders. These promotions, unless made to you, shall have no bearing whatsoever on your Agreement or relationship with Teleport. Teleport reserves the right to withhold or deduct credits or benefits obtained through a promotion in the event that Teleport determines or believes that the redemption of the promotion or receipt of the credit or benefit was in error, fraudulent, illegal, or in violation of the applicable promotion terms or this Agreement.
From time to time, Teleport may offer you incentives to refer your friends and family to become new Riders of the Teleport Platform (the “Referral Program”). These incentives may come in any form as Teleport deems appropriate. Teleport may set or change the incentive types, amounts, terms, restrictions, and qualification requirements for any incentives in its sole discretion. Your distribution of Teleport Codes and participation in the Referral Program is subject to this Agreement and the Referral Program Rules.
Failure to comply with this Code of Conduct by any Rider or guest of a Rider may result in termination of the applicable Rider’s use of the Services. Riders are responsible for ensuring that any and all guests a Rider invites into a Driver’s vehicle are aware of and comply with this Code of Conduct at all times.
For safety reasons, all Riders and guests of Riders must fasten their seatbelt upon entering a Driver’s vehicle and keep their seatbelt securely fastened at all times until their trip is completed as required by law. As required by law, the Rider is responsible to properly fasten children within a “child seat” and to keep such children securely fastened within such “child seat” at all times during a trip. With respect to your use of the Teleport Platform and the Services, you agree that you will not:
Teleport is not obligated to monitor access to or use of the Services or to review or edit any content. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with this Agreement and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any content at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of this Agreement. We have the right to investigate violations of this Agreement or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
If you comply with this Agreement, Teleport grants to you a limited non-exclusive, non-transferable license, with no right to sublicense, to download and install the mobile application corresponding with the Teleport Platform and the Services (the “App”) on your personal computers, mobile handsets, tablets, wearable devices, and/or other devices and to run the App solely for your own personal non-commercial purposes. Except as expressly permitted in the Agreement, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App (unless applicable law permits, despite this limitation); or (iv) make the functionality of the App available to multiple users through any means.
This Section applies to any App that you acquire from the Apple App Store or use on an iOS device. Apple has no obligation to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the App purchase price to you (if applicable) and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. Apple is not responsible for addressing any claims by you or any third party relating to the App or your possession and use of it, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the App infringe that third party’s intellectual property rights. Apple and its subsidiaries are third-party beneficiaries of this Agreement, and upon your acceptance of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third-party beneficiary thereof. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You must also comply with any applicable third-party terms of service when using the App.
Teleport has a Non-Discrimination Policy that, among other things, prohibits each Driver from: (1) discriminating on the basis of a Rider’s or potential Rider’s location or destination, sex, race, color, religion, ancestry, national origin; and (2) refusing to provide Service to a potential Rider with a service animal.
All intellectual property rights in the Teleport Platform, as between you and Teleport, shall be owned by Teleport absolutely and in their entirety. These rights include database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same.
You acknowledge that you have no intellectual property rights whatsoever in security recordings from Drivers’ vehicles. Such security recordings are the sole property of the Driver, and you shall have no license or other right to access or use the same for any purposes without our express prior written consent. You further acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information (“Submissions”) provided by you to us are non-confidential and shall become the sole property of Teleport. Teleport shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
Teleport and other Teleport logos, designs, graphics, icons, scripts and service names are or will be registered trademarks, trademarks or trade dress of Teleport in the United States (collectively, the “Teleport Marks”). You acknowledge that Teleport is the owner of the Teleport Marks, including all goodwill associated therewith, and you shall have no license or other right to use the same for any purposes without our express prior written consent.
You agree that you will not: (1) create any materials that use the Teleport Marks or any derivatives of the Teleport Marks as a trademark, service mark, trade name or trade dress, other than as expressly approved by Teleport in writing; (2) use the Teleport Marks in any way that tends to impair their validity as proprietary trademarks, service marks, trade names or trade dress, or use the Teleport Marks other than in accordance with the terms, conditions and restrictions herein; (3) take any other action that would jeopardize or impair Teleport’s rights as owner of the Teleport Marks or the legality and/or enforceability of the Teleport Marks, including, challenging or opposing Teleport’s ownership in the Teleport Marks; (4) apply for trademark registration or renewal of trademark registration of any of the Teleport Marks, any derivative of the Teleport Marks, any combination of the Teleport Marks and any other name, or any trademark, service mark, trade name, symbol or word which is similar to the Teleport Marks; or (5) use the Teleport Marks on or in connection with any product, service or activity that is in violation of any law, statute, government regulation or standard.
Teleport respects the intellectual property rights of others. If you believe, in good faith, that any material on the Teleport Platform infringes on your copyrights, please write to hi@teleport.xyz to file a complaint.
Teleport has a zero tolerance policy regarding the use of alcohol or drugs by its Drivers providing Services. If you believe your Driver may be under the influence of drugs or alcohol, please have the Driver END THE TRIP IMMEDIATELY. After the Driver has ended the trip, please report the incident to us immediately at hi@teleport.xyz.
The following disclaimers are made on behalf of Teleport, our affiliates, licensees, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, and shareholders.
By using the Teleport Platform and/or our Services, you acknowledge and agree that such use is at your own risk. Teleport assumes no responsibility for any acts or omissions of others, except as imposed by law. Unless caused by its own negligence or that of its employees, Teleport shall not be liable for loss, damage, or delay caused by (1) any action or inaction by a Rider or guest of a Rider, (2) the nature of the property or defect, (3) weather delays, (4) an act of God, public enemies or terroristic activity, (5) bad conditions of roads or (6) any other causes beyond Teleport’s control.
The Teleport Platform is provided on an “as is” basis and without any warranty or condition, express, implied or statutory. We do not guarantee and do not promise any specific results from use of the Teleport Platform and/or the Services, including the ability to provide or receive Services at any given location or time. To the fullest extent permitted by law, we specifically disclaim any express or implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. Some states do not allow the disclaimer of implied warranties. In such cases, Teleport’s liability will be limited to the fullest extent permitted by applicable law.
We do not warrant that your use of the Teleport Platform or Services will be accurate, complete, reliable, current, secure, uninterrupted, always available, or error-free, or will meet your requirements, that any defects in the Teleport Platform will be corrected, or that the Teleport Platform is free of viruses or other harmful components. We disclaim liability for, and no warranty is made with respect to, connectivity and availability of the Teleport Platform or Services.
Please use common sense when using the Teleport Platform and Services, including looking at the photos of the Driver you have matched with to make sure it is the same individual you see in person. We encourage you to communicate directly with each potential Driver prior to engaging in an arranged transportation service.
Please note that we do not accept responsibility or liability for any content, communication or other use or access of the Teleport Platform by persons under the age of eighteen (18) in violation of this Agreement.
Teleport is not responsible for the conduct, whether online or offline, of any Rider of the Teleport Platform or Services. You are solely responsible for your interactions with other Riders. We are not responsible for personal belongings left in a Driver’s vehicle by Riders. By using the Teleport Platform and participating in the Services, you agree to accept such risks and agree that Teleport is not responsible for the acts or omissions of Riders on the Teleport Platform or participating in the Services.
You are responsible for the use of your Rider Account and Teleport expressly disclaims any liability arising from the unauthorized use of your Rider Account. Should you suspect that any unauthorized party may be using your Rider Account and/or you suspect any other breach of security, you agree to notify us immediately.
It is possible for others to obtain information about you that you provide, publish or post to or through the Teleport Platform (including any profile information you provide), send to other Riders, or share during the Services, and to use such information to harass or harm you. We are not responsible for the use of any personal information that you disclose to other Riders on the Teleport Platform or through the Services. Please carefully select the type of information that you post on the Teleport Platform or through the Services or release to others. We disclaim all liability, regardless of the form of action, for the acts or omissions of other Riders (including unauthorized users, or “hackers”).
Opinions, advice, statements, offers, or other information or content concerning Teleport or made available through the Teleport Platform, but not directly by us, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Under no circumstances will we be responsible for any loss or damage resulting from your reliance on information or other content posted by third parties, whether on the Teleport Platform or otherwise. We reserve the right, but we have no obligation, to monitor the materials posted on the Teleport Platform and remove any such material that in our sole opinion violates, or is alleged to violate, the law or this Agreement, that might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Riders or others.
Location data provided by the Teleport Platform is for basic location purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage. Neither Teleport, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or timeliness of location data tracked or displayed by the Teleport Platform. Any of your Information, including geolocational data, you upload, provide, or post on the Teleport Platform may be accessible to Teleport and certain Riders of the Teleport Platform.
Teleport advises you to use the Teleport Platform with a data plan with unlimited or very high data usage limits, and Teleport shall not be responsible or liable for any fees, costs, or overage charges associated with any data plan you use to access the Teleport Platform.
The Teleport Platform and/or Services may be made available or accessed in connection with third party services and content (including advertising) that Teleport does not control. You acknowledge that different terms of use and privacy policies may apply to your use of such third party services and content. Teleport does not endorse such third party services and content and in no event shall Teleport be responsible or liable for any products or services of such third party providers. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party resources. Additionally, Apple Inc., Google, Inc., Microsoft Corporation or BlackBerry Limited will be a third-party beneficiary to this Agreement if you access the Teleport Platform and/or Services using applications developed for Apple iOS, Android, Microsoft Windows, or Blackberry-powered mobile devices, respectively. These third party beneficiaries are not parties to this contract and are not responsible for the provision or support of the Services in any manner. Your access to the Teleport Platform and/or Services using these devices is subject to terms set forth in the applicable third party beneficiary's terms of service. EXCEPT AS OTHERWISE PROVIDED UNDER APPLICABLE LAWS OR AS EXPRESSLY SET FORTH IN THIS AGREEMENT, WE WILL NOT BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING OUT OF OR RELATED TO THE USE OF THE TELEPORT PLATFORM. WE ASSUME NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, OR USE OF, THE TELEPORT PLATFORM, OR ANY CHANGES MADE TO THE CONTENT OF THE TELEPORT PLATFORM BY UNAUTHORIZED THIRD PARTIES, OR YOUR DOWNLOADING OR UPLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM OR TO THE TELEPORT PLATFORM. ANY SOFTWARE DOWNLOADED FROM THE TELEPORT PLATFORM IS DOWNLOADED AT YOUR OWN RISK. IF YOU ARE DISSATISFIED WITH THE TELEPORT PLATFORM, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE TELEPORT PLATFORM. THIS LIMITATION OF LIABILITY APPLIES TO DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE OR OTHER DAMAGES YOU OR OTHERS MAY SUFFER, AS WELL AS DAMAGES FOR LOST PROFITS, BUSINESS INTERRUPTION OR THE LOSS OF DATA OR INFORMATION, EVEN IF WE ARE NOTIFIED IN ADVANCE OF THE POTENTIAL FOR ANY SUCH DAMAGES.
You will defend, indemnify, and hold Teleport including our affiliates, licensees, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders harmless from any claims, actions, suits, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your and your guests’ use of the Teleport Platform and participation in the Services, including but not limited to: (1) your or your guests’ breach of this Agreement or the documents it incorporates by reference; (2) your or your guests’ violation of any law or the rights of a Driver or a third party, including Riders, guests of Riders, other motorists, and pedestrians, as a result of your own interaction with such third party; (3) any allegation that any materials that you submit to us or transmit through the Teleport Platform or to us infringe or otherwise violate the copyright, trademark, trade secret or other intellectual property or other rights of any third party; and/or (4) your access to or use of the Services, as well as any other activities in connection with the Services; in each case, except to the extent such claims, actions, suits, losses, costs, liabilities and expenses relate to or arise out of Teleport’s own gross negligence or willful misconduct.
TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW: (I) YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT WILL TELEPORT, INCLUDING OUR AFFILIATES, LICENSEES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SHAREHOLDERS (COLLECTIVELY “TELEPORT” FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, OR INDIRECT DAMAGES (INCLUDING DAMAGES FOR DELETION, CORRUPTION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE ANY INFORMATION OR OTHER CONTENT MAINTAINED OR TRANSMITTED BY THE TELEPORT PLATFORM, SERVICE INTERRUPTIONS, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, STATEMENTS OR CONDUCT OF ANY THIRD PARTY REGARDING THE SERVICES, OR FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE TELEPORT PLATFORM, THE SERVICES, OR THIS AGREEMENT, HOWEVER ARISING, REGARDLESS OF LEGAL THEORY, WHETHER BASED ON TORT, STRICT LIABILITY, BREACH OF CONTRACT, BREACH OF WARRANTY OR ANY OTHER LEGAL THEORY, EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT TELEPORT HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR OTHER SERVICES PROVIDED TO YOU OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT.
NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL OUR MAXIMUM AGGREGATE LIABILITY EXCEED THE TOTAL AMOUNT PAID BY YOU, IF ANY, TO TELEPORT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM FOR THE SERVICES, BUT IN NO EVENT GREATER THAN FIVE THOUSAND DOLLARS ($5,000.00). TO THE EXTENT THAT FOREGOING EXCLUSION OF OR THE LIMITATION OF TELEPORT’S MAXIMUM AGGREGATE LIABILITY, IS IN VIOLATION OF THE LAW IN CERTAIN STATES OR JURISDICTIONS, TELEPORT’S MAXIMUM AGGREGATE LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW IN SUCH STATES OR JURISDICTIONS. THE ESSENTIAL PURPOSE OF THIS PROVISION IS TO LIMIT THE POTENTIAL LIABILITY OF TELEPORT ARISING OUT OF THIS AGREEMENT WHETHER FOR BREACH OF CONTRACT, NEGLIGENCE, OR OTHERWISE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES, OUR LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY APPLICABLE LAW. THIS PROVISION SHALL HAVE NO EFFECT ON TELEPORT’S CHOICE OF LAW PROVISION SET FORTH BELOW. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN TELEPORT AND YOU.
We may suspend or terminate your access to and use of the Services, including suspending access to or terminating your Rider Account, at our sole discretion, at any time and without notice to you. You acknowledge and agree that we may suspend or terminate your Rider Account and/or deny you access to, use of, all or part of the Services, without prior notice, and you will remain liable for all amounts owed by you up to and including the date of termination, if you engage in any conduct that we believe, in our sole discretion: (i) violates any term or provision of this Agreement, (ii) violates the rights of Teleport or third parties, (iii) or is otherwise inappropriate for continued access and use of the Services. You may cancel your Rider Account at any time by sending us an email at hi@teleport.xyz or through the functionality of the Services. Unless otherwise expressly agreed in writing, you agree that upon termination, either by you or us, we may delete all Information related to your account and may bar your access to your account and the Services. Further, you agree that we shall not be liable to you or any third-party for any termination of your access to the Services. Sections VI (for payments due and owing prior to the date of termination), VI, VIII, XI, XIII, XIV, XV, XVII, XVIII, XIX, and the last three sentences of this Section XVI shall survive any termination or expiration of this Agreement.
(a) Agreement to Binding Arbitration Between You and Teleport.
YOU AND TELEPORT MUTUALLY AGREE TO WAIVE OUR RESPECTIVE RIGHTS TO RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTE ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OUR PRIVACY POLICY OR YOUR USE OF THE SERVICES, BY BINDING, INDIVIDUAL ARBITRATION, as set forth below. This agreement to arbitrate (this Section XVII in its entirety, the “Arbitration Agreement”) is governed by the Federal Arbitration Act (“FAA”) and survives after this Agreement terminates or your relationship with Teleport ends. Except as expressly provided below, this Arbitration Agreement applies to all Claims (defined below) between you and Teleport, including our affiliates, licensees, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders. This Arbitration Agreement also applies to claims between you and Teleport’s service providers, including but not limited to background check providers and payment processors; and such service providers shall be considered intended third party beneficiaries of this Arbitration Agreement. ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED.
Except as expressly provided below, ALL DISPUTES AND CLAIMS BETWEEN US (EACH A “CLAIM” AND COLLECTIVELY, “CLAIMS”) SHALL BE EXCLUSIVELY RESOLVED BY BINDING ARBITRATION SOLELY BETWEEN YOU AND TELEPORT. These Claims include, but are not limited to, any dispute, claim or controversy, whether based on past, present, or future events, arising out of or relating to: this Agreement and prior versions thereof (including the breach, termination, enforcement, interpretation or validity thereof), the Teleport Platform, the Services, any other goods or services made available through the Teleport Platform, your relationship with Teleport, the threatened or actual suspension, deactivation or termination of your Rider Account or this Agreement, payments made by you or any payments made or allegedly owed to you, any promotions or offers made by Teleport, trade secrets, unfair competition, discrimination, harassment, retaliation, fraud, defamation, emotional distress, breach of any express or implied contract or covenant, claims arising under federal or state consumer protection laws; claims arising under antitrust laws, claims arising under the Telephone Consumer Protection Act and Fair Credit Reporting Act; and claims arising under the Uniform Trade Secrets Act, Civil Rights Act of 1964, Americans With Disabilities Act, and state statutes, if any, addressing the same or similar subject matters, and all other federal and state statutory and common law claims. All disputes concerning the arbitrability of a Claim (including disputes about the scope, applicability, enforceability, revocability or validity of the Arbitration Agreement) shall be decided by the arbitrator, except as expressly provided below.
BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT YOU AND TELEPORT ARE WAIVING THE RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS AGREEMENT. This Arbitration Agreement is intended to require arbitration of every claim or dispute that can lawfully be arbitrated, except for those claims and disputes which by the terms of this Arbitration Agreement are expressly excluded from the requirement to arbitrate.
(b) Prohibition of Class Actions and Non-Individualized Relief.
YOU UNDERSTAND AND AGREE THAT YOU AND TELEPORT MAY EACH BRING CLAIMS IN ARBITRATION AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT ON A CLASS, COLLECTIVE ACTION, OR REPRESENTATIVE BASIS (“CLASS ACTION WAIVER”). YOU UNDERSTAND AND AGREE THAT YOU AND TELEPORT BOTH ARE WAIVING THE RIGHT TO PURSUE OR HAVE A DISPUTE RESOLVED AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE OR REPRESENTATIVE PROCEEDING.
The arbitrator shall have no authority to consider or resolve any Claim or issue any relief on any basis other than an individual basis. The arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and shall have no authority to consider or resolve any Claim or issue any relief on a class, collective, or representative basis. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claims. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.
(c) Rules Governing the Arbitration.
Any arbitration conducted pursuant to this Arbitration Agreement shall be administered by the American Arbitration Association (“AAA”) pursuant to its Consumer Arbitration Rules that are in effect at the time the arbitration is initiated, as modified by the terms set forth in this Agreement. Copies of these rules can be obtained at the AAA’s website (www.adr.org) (the “AAA Rules”) or by calling the AAA at 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org.
Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.
As part of the arbitration, both you and Teleport will have the opportunity for reasonable discovery of non-privileged information that is relevant to the Claim. The arbitrator may award any individualized remedies that would be available in court. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claims. The arbitrator will provide a reasoned written statement of the arbitrator’s decision which shall explain the award given and the findings and conclusions on which the decision is based.
The arbitrator will decide the substance of all claims in accordance with applicable law, and will honor all claims of privilege recognized by law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof, provided that any award may be challenged in a court of competent jurisdiction.
(d) Arbitration Fees and Awards.
Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules, and we won’t seek to recover the administration and arbitrator fees we are responsible for paying, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law
(e) Exceptions to Arbitration.
This Arbitration Agreement shall not require arbitration of the following types of claims: (1) small claims actions brought on an individual basis that are within the scope of such small claims court’s jurisdiction; (2) claims with respect to a party seeking injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights; and (3) claims that may not be subject to arbitration as a matter of generally applicable law not preempted by the FAA.(f) Severability.
With the exception of any of the provisions in the Class Action Waiver section, if an arbitrator or court of competent jurisdiction decides that any part of this Agreement is invalid or unenforceable, the other parts of this Agreement will still apply. In addition to the severability provision in this subsection (f), in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable under applicable law not preempted by the FAA, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
(g) Pre-Arbitration Negotiation Process.
You and Teleport must first attempt to negotiate and resolve any dispute, claim or controversy between the parties informally for 60 days, unless this time period is mutually extended by you and Teleport. Accordingly, neither you nor Teleport may start a formal arbitration proceeding for at least sixty (60) days after one party notifies the other party of a claim in writing. A party who intends to seek negotiation under this subsection must first send to the other a written notice of the dispute (“Notice”), and in your case, you must deliver you written notices via hand or first-class mail to us at Teleport Client LLC, 300 Delaware Ave Ste 210-685, Wilmington, Delaware 19801. The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought. All offers, promises, conduct and statements, whether oral or written, made in the course of the negotiation by any of the parties, their agents, employees, and attorneys are confidential, privileged and inadmissible for any purpose, including as evidence of liability or for impeachment, in arbitration or other proceeding involving the parties, provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the negotiation. Notwithstanding the foregoing, each party retains the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights at any time.
You agree not to use any technical, financial, strategic and other proprietary and confidential information relating to Teleport’s business, operations and properties, information made available to you in connection with your use of the Teleport Platform, which may include a Driver’s name, pick-up location, contact information and photo (“Confidential Information”) disclosed to you by Teleport for your own use or for any purpose other than as contemplated herein. You shall not disclose or permit disclosure of any Confidential Information to third parties. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure or use of Confidential Information of Teleport in order to prevent it from falling into the public domain. Notwithstanding the above, you shall not have liability to Teleport with regard to any Confidential Information which you can prove: was in the public domain at the time it was disclosed by Teleport or has entered the public domain through no fault of yours; was known to you, without restriction, at the time of disclosure, as demonstrated by files in existence at the time of disclosure; is disclosed with the prior written approval of Teleport; becomes known to you, without restriction, from a source other than Teleport without breach of this Agreement by you and otherwise not in violation of Teleport’s rights; or is disclosed pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that You shall provide prompt notice of such court order or requirement to Teleport to enable Teleport to seek a protective order or otherwise prevent or restrict such disclosure.
Except as provided in Section XVII, this Agreement and matters arising from and connected to it will be governed by the laws of the State of Texas without regard to choice of law principles. Except as otherwise expressly set forth in Section XVII “DISPUTE RESOLUTION AND AGREEMENT TO ARBITRATE,” the exclusive jurisdiction for all disputes that you and Teleport are not required to arbitrate will be the state and federal courts located in Travis County, Texas and you and Teleport each waive any objection to jurisdiction and venue in such courts. If any provision of this Agreement is or becomes invalid or non- binding, the parties shall remain bound by all other provisions of this Agreement. In that event, the parties shall replace the invalid or non-binding provision with provisions that are valid and binding and that have, to the greatest extent possible, a similar effect as the invalid or non-binding provision, given the contents and purpose of this Agreement. Except where provided by applicable law in your jurisdiction, you may not assign or transfer this Agreement, by operation of law or otherwise, without Teleport’s prior written consent. You agree that this Agreement and all incorporated agreements may be automatically assigned by Teleport, in our sole discretion by providing notice to you. Except as explicitly stated otherwise, any notices to Teleport shall be given by certified mail, postage prepaid and return receipt requested to Teleport Client, LLC, 300 Delaware Ave Ste 210-685 with a copy to Windels Marx Lane & Mittendorf LLP Attn: Matthew W. Daus, 156 West 56th Street, New York, NY 10019. Any notices to you shall be provided to you through the Teleport Platform or given to you via the email address or physical you provide to Teleport during the registration process. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. The words “include”, “includes” and “including” are deemed to be followed by the words “without limitation”. A party’s failure to act with respect to a breach by the other party does not constitute a waiver of the party’s right to act with respect to subsequent or similar breaches. This Agreement sets forth the entire understanding and agreement between you and Teleport with respect to the subject matter hereof and supersedes all previous understandings and agreements between the parties, whether oral or written.
If you have any questions regarding this Agreement, the Teleport Platform or our Services,
please contact us at:
Teleport Client, LLC
300 Delaware Ave Ste 210-685
Wilmington, DE 19801